Moench v. Hower
| Decision Date | 11 March 1908 |
| Citation | 115 N.W. 229,137 Iowa 621 |
| Parties | GUSTAV MOENCH v. ANDREW HOWER, Appellant |
| Court | Iowa Supreme Court |
Appeal from Webster District Court.--HON.W. D. EVANS, Judge.
THE defendant was president and J. W. Ryan manager of the Ryan Implement & Hardware Company, to which plaintiff applied for employment. Ryan proposed that he purchase stock in the company, and it was subsequently arranged that he should take ten shares at the par value of $ 1,000, which he did. At the same time he received as security the following contract The plaintiff worked for the company until March, 1905, and then, owing to the difference as to wages he should receive, quit, and on the 17th day of that month, he served notice on the defendant, tendering to him the shares of stock in the company and demanding payment therefor of one hundred cents on the dollar within thirty days. This was refused, and this suit was begun on the above contract. The defendant admitted signing it, but alleged that the agreement as made was to assure plaintiff of employment by the company within six months, and that by mistake, Ryan, in preparing the contract, did so as set out instead of as agreed; that it was intended to be so drawn as to bind the company instead of the defendant individually, and defendant prayed that the writing be reformed so as to express the understanding of the parties. The defendant pleaded, further, that the contract (1) was not mutual; (2) was without consideration; (3) was indefinite as to time of performance; (4) that plaintiff did not elect to avail himself of its benefits within a reasonable time; and (5) that plaintiff was estopped from demanding payment for that the stock had become worthless. Plaintiff put in issue these allegations, and the cause was transferred to the equity side of the calendar. Upon hearing relief was granted the plaintiff as prayed, and the defendant appeals.
Affirmed.
Maurice O'Connor, for appellant.
Healy Bros. & Kelleher, for appellee.
The evidence was such as to justify the trial court in declining to reform the written agreement by which the defendant undertook It may be that the part of the consideration for the sale of this stock was plaintiff's employment by the company, but the evidence fails to show by a fair preponderance that the agreement was executed to assure plaintiff of employment rather than as security, or that it was to be the company's obligation instead of defendant's. The plaintiff was unfamiliar with the affairs of the company, and might well have exacted some security for his protection and, on the other hand, the defendant, as well as Ryan, evidently thought the stock worth all that was paid, and perceived no danger in furnishing the security demanded. The defense interposed no more than embodies the reasons which might have actuated the defendant in executing security, i. e., that he would be protected by the company, and plaintiff would be satisfied if employed, and not desire to withdraw from the concern. It is enough to say, without reviewing the evidence, that we are content with the findings of the trial court.
II. The contention that the contract was invalid owing to want of mutuality is disposed of by Merchant v O'Rourke, 111 Iowa 351, 82 N.W. 759, and Hamilton v. Finnegan, 117 Iowa 623, 91 N.W. 1039. Nor is there any ground for saying that it was without consideration. Possibly the...
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